This Supplier Non Disclosure Agreement is essential for businesses operating under Danish law that need to share confidential information with their suppliers. It should be used before engaging in detailed supplier discussions or when sharing sensitive business information, technical specifications, or trade secrets. The document complies with Danish legal requirements, including the Danish Trade Secrets Act and relevant EU regulations, while providing comprehensive protection for various types of confidential information. It is particularly important for companies engaging with new suppliers or expanding the scope of existing supplier relationships where confidential information exchange is necessary. The agreement includes specific provisions for data protection, permitted uses, and enforcement mechanisms under Danish jurisdiction, making it suitable for both domestic and international supplier relationships.
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Key Requirements PROMPT example:
Supplier Non Disclosure Agreement
I need a Supplier Non Disclosure Agreement under Danish law for sharing technical specifications and source code with an IT services provider, ensuring strong protection for our intellectual property and including specific provisions for data security compliance.
1. Parties: Identification of the disclosing party (typically the company) and receiving party (the supplier), including full legal names and registration details
2. Background: Context of the relationship between parties and purpose of sharing confidential information
3. Definitions: Definitions of key terms, especially 'Confidential Information', 'Trade Secrets', 'Permitted Purpose', and 'Authorized Recipients'
4. Scope of Confidential Information: Detailed description of what constitutes confidential information under the agreement
5. Confidentiality Obligations: Core obligations regarding protection, non-disclosure, and restricted use of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed, including to employees and professional advisors
7. Security Measures: Required security measures for protecting confidential information
8. Return or Destruction of Confidential Information: Obligations regarding the handling of confidential information upon termination or request
9. Term and Survival: Duration of the agreement and survival of obligations after termination
10. Breach and Remedies: Consequences of breach and available remedies, including injunctive relief
11. General Provisions: Standard contractual provisions including governing law, jurisdiction, and entire agreement
1. Data Protection Compliance: Required when confidential information includes personal data, addressing GDPR compliance
2. Intellectual Property Rights: Needed when confidential information includes or relates to IP rights
3. Export Control: Required when confidential information may be subject to export control regulations
4. Non-Solicitation: Optional clause preventing solicitation of employees, useful in longer-term supplier relationships
5. Audit Rights: Optional provision allowing auditing of supplier's compliance with confidentiality obligations
6. Insurance Requirements: Required when supplier must maintain specific insurance coverage for potential breaches
7. Force Majeure: Optional clause addressing extraordinary circumstances affecting confidentiality obligations
1. Schedule 1 - Categories of Confidential Information: Detailed list of specific types of confidential information covered
2. Schedule 2 - Authorized Recipients: List of pre-approved individuals or roles permitted to access confidential information
3. Schedule 3 - Security Requirements: Specific technical and organizational security measures required
4. Appendix A - Form of Confidentiality Undertaking: Template for confidentiality undertakings to be signed by Authorized Recipients
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Manufacturing
Healthcare
Financial Services
Professional Services
Retail
Telecommunications
Energy
Automotive
Construction
Food and Beverage
Pharmaceuticals
Logistics
Defense
Consumer Goods
Relevant Teams
Legal
Procurement
Supply Chain
Vendor Management
Compliance
Risk Management
Operations
Commercial
Business Development
Information Security
Research and Development
Relevant Roles
Procurement Manager
Legal Counsel
Supply Chain Director
Vendor Management Specialist
Chief Legal Officer
Purchasing Officer
Contract Manager
Commercial Director
Chief Procurement Officer
Risk Management Officer
Compliance Manager
Business Development Manager
Operations Manager
Project Manager
Technical Director
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